Exhibit
4.42.4  Date March 29, 2004  THE ROYAL BANK OF SCOTLAND PLC as Agent  - and -  WOODMERE TANKERS LDC as Assignor  
  DEED OF RELEASE AND
REASSIGNMENT relating to a Guarantor
Assignment dated 12 February 1997  
  
   INDEX  Clause1
  DEFINITIONS AND
  INTERPRETATION2
  RELEASE AND REASSIGNMENT3
  NOTICE OF RELEASE
  AND REASSIGNMENT4
  FURTHER ASSURANCE5
  COUNTERPARTS6
  GOVERNING LAW7
  EXCLUSION OF THIRD
  PARTY RIGHTSSCHEDULE  2 
   THIS DEED OF RELEASE AND REASSIGNMENT is made on March 29, 2004  BETWEEN:  (1)THE ROYAL BANK OF SCOTLAND PLC, registered in Scotland under
number SC090312 whose registered office is at 36 St. Andrew Square, Edinburgh
EH2 2YB (as successor to Goldman Sachs International (Goldman) as agent and
trustee for the Finance Parties (as defined in the Facility Agreement as
defined below)) (the Agent) and  (2)WOODMERE TANKERS LDC, a company incorporated in the Cayman Islands
whose registered office is at 3rd Floor, CIBC Financial Centre, PO Box 1234,
George Town, Grand Cayman Island (the Assignor).  WHEREAS:  (A)Pursuant to the Guarantor Assignment, the
Assignor assigned to the Agent as agent and trustee for itself and on behalf of
the other Finance Parties as security for the Secured Liabilities (i) all the
Assigned Rights, the Assigned Contracts and the Assigned Accounts and (ii) with
effect from the end of the Charter Period, all its rights, title and interest
in or to each Post-Delivery Charter, the Earnings, the Insurances, Requisition
Compensation and all moneys payable in respect of a Total Loss, on the terms
therein.  (B)The Agent has agreed to release the security
created by the Guarantor Assignment and to reassign all rights, title and
interest in and to the Assigned Rights, the Assigned Contracts and the Assigned
Accounts to the Assignor.  1DEFINITIONS
AND INTERPRETATION  1.1In this Deed the following
definitions apply:  Facility
Agreement means the facility agreement dated 6 February 1997 and
made between Knightsbridge Tankers Limited as borrower, the Subsidiaries of the
Borrower as Guarantors, Goldman as Arranger, the Banks, the Swap Parties and
Goldman as agent, as the agency role was transferred from Goldman to the Agent;
and  Guarantor
Assignment means the guarantor assignment dated 12 February 1997
made between the Assignor and Goldman for itself and as agent and trustee for
the other Finance Parties, as the agency role was transferred from Goldman to
the Agent.  1.2Defined expressions. 
Unless otherwise defined herein or the context shall otherwise require,
the meanings ascribed to words and expressions in the Guarantor Assignment
shall have the same meanings in this Deed (including in the Recitals hereto).  1.3Construction.The provisions of Clause 1.2
(Interpretation) of the Guarantor Assignment apply, with any necessary
modifications, to this Deed.  2RELEASE AND
REASSIGNMENT  2.1With effect from the date of this
Deed, the Agent irrevocably and unconditionally:  (a)releases the security created by the Guarantor
Assignment over the Assigned Rights, the Assigned Contracts and the Assigned
Accounts; and  (b)reassigns absolutely to the Assignor without
recourse or warranty all such rights, title and interest in and to any part of
the Assigned Rights, the Assigned Contracts and the Assigned Accounts which
have been assigned to the Agent pursuant to the Guarantor Assignment.  
   3NOTICE OF RELEASE
AND REASSIGNMENT  3.1Following the execution of this
Deed, the Agent undertakes to send to each Contract Counterparty (other than
the Lessor) in respect of an Assigned Contract listed in Schedule 1 of the
Guarantor Assignment and to the Account Bank, a notice of the release of
security and reassignment to the Assignor of the Assigned Rights, the Assigned
Contracts and the Assigned Accounts created by this Deed substantially in the
form set out in the Schedule to this Deed.  4FURTHER ASSURANCE  The Agent covenants with the Assignor that, upon the Assignors written
request and at the sole cost of the Assignor, it will sign and execute such
further deeds or instruments of release, issue notices or directions and do
such things as may reasonably be required to give effect to the release of
security and the reassignment of the Assigned Rights, the Assigned Contracts
and the Assigned Accounts contained in this Deed.  5COUNTERPARTS  This Deed may be executed in counterparts which, when taken together,
shall constitute one and the same agreement.  6GOVERNING LAW  This Deed shall be governed by and construed in accordance with English
law.  7EXCLUSION OF THIRD
PARTY RIGHTS  A person who is not
a party to this Deed may not enforce any of its terms under the Contracts
(Rights of Third Parties) Act 1999.  EXECUTED as a DEED on the date appearing the beginning of
this Deed.  EXECUTED AS A DEED
  )
  /s/ Robert J. Mannersby THE ROYAL BANK OF SCOTLAND PLC
  )acting by Robert J. Manners
  )its duly authorised attorney
  in the presence of:
  )Signature of Witness:
  /s/ Charmaine RumbelowEXECUTED AS A DEED
  )
  /s/ Nicholas Sherriffby WOODMERE TANKERS LDC
  )acting by Nicholas Sherriff
  )its duly authorised attorney
  in the presence of:
  )Signature of Witness:
  /s/ illegible  2 
   SCHEDULE  Form of notice of release and
reassignment  To whom it may concern  Dear Sirs  Guarantor Assignment (the Assignment) dated 12
February 1997 made between Woodmere Tankers LDC (the Assignor) and Goldman
Sachs International (Goldman) for itself and as agent and trustee for the
Finance Parties, as the agency role was transferred from Goldman to The Royal
Bank of Scotland plc (the Agent)  The Agent hereby notifies you
that by a deed of release and reassignment dated March 29, 2004 the Agent has:  1released the security created by the
Assignment; and  2reassigned to the Assignor such
rights, title and interest in the Assigned Rights, the Assigned Contracts and
the Assigned Accounts as were assigned to the Agent pursuant to the Assignment.  Capitalised terms not defined
here shall have the meaning given to those terms in the Assignment.  This notice shall be governed by English
law.  Yours faithfullyfor and on behalf ofThe
  Royal Bank of Scotland plc  3